Common use of Appointment of the Purchaser Representative Clause in Contracts

Appointment of the Purchaser Representative. The Purchasers hereby irrevocably constitute and appoint, effective as of the date hereof, Fountainhead Capital Partners Limited (together with its permitted successors, the “Purchaser Representative”), as their true and lawful agent and attorney-in-fact to enter into any agreement in connection with the transactions contemplated by this Agreement and any transactions contemplated by the Escrow Agreement, to perform on behalf of the Purchasers any obligations or undertakings thereunder, to exercise all or any of the powers, authority and discretion conferred on it under any such agreement, to waive any terms and conditions of any such agreement (other than the amount of the Purchase Price), to give and receive notices on their behalf and to be their exclusive representative with respect to any matter, suit, claim, action or proceeding arising with respect to any transaction contemplated by any such agreement and the Purchaser Representative agrees to act as, and to undertake the duties and responsibilities of, such agent and attorney-in-fact. This power of attorney is coupled with an interest and irrevocable. The Purchaser Representative shall not be liable for any action taken or not taken by it in connection with its obligations under this Agreement as long as such actions are taken or omitted in good faith and in the absence of willful misconduct or gross negligence. If the Purchaser Representative shall be unable or unwilling to serve in such capacity, its successor shall be named by those persons agreeing to acquire more than fifty percent (50%) in interest of the Seller Shares pursuant to this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Applied Medical Devices Inc)

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Appointment of the Purchaser Representative. The Purchasers hereby irrevocably constitute and appoint, effective as of the date hereof, Fountainhead Capital Partners Limited (together with its permitted successors, the “Purchaser Representative”), as their true and lawful agent and attorney-in-fact to enter into any agreement in connection with the transactions contemplated by this Agreement and any transactions contemplated by the Escrow Agreement, to perform on behalf of the Purchasers Sellers any obligations or undertakings thereunder, to exercise all or any of the powers, authority and discretion conferred on it him under any such agreement, to waive any terms and conditions of any such agreement (other than the amount of the Purchase Price), to give and receive notices on their behalf and to be their exclusive representative with respect to any matter, suit, claim, action or proceeding arising with respect to any transaction contemplated by any such agreement and the Purchaser Representative agrees to act as, and to undertake the duties and responsibilities of, such agent and attorney-in-fact. This power of attorney is coupled with an interest and irrevocable. The Purchaser Representative shall not be liable for any action taken or not taken by it in connection with its his obligations under this Agreement as long as such actions are taken or omitted in good faith and in the absence of willful misconduct or gross negligence. If the Purchaser Representative shall be unable or unwilling to serve in such capacity, its successor shall be named by those persons agreeing to acquire more than fifty percent (50%) in interest of the Seller Shares pursuant to this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Smi Products Inc)

Appointment of the Purchaser Representative. The Purchasers hereby irrevocably constitute and appoint, effective as of the date hereof, Fountainhead Capital Partners Limited Xxxxx X. Xxxxxxxxx (together with its his permitted successors, the “Purchaser Representative”), as their true and lawful agent and attorney-in-fact to enter into any agreement in connection with the transactions contemplated by this Agreement and any transactions contemplated by the Escrow Agreement, to perform on behalf of the Purchasers Sellers any obligations or undertakings thereunder, to exercise all or any of the powers, authority and discretion conferred on it him under any such agreement, to waive any terms and conditions of any such agreement (other than the amount of the Purchase Price), to give and receive notices on their behalf and to be their exclusive representative with respect to any matter, suit, claim, action or proceeding arising with respect to any transaction contemplated by any such agreement and the Purchaser Representative agrees to act as, and to undertake the duties and responsibilities of, such agent and attorney-in-fact. This power of attorney is coupled with an interest and irrevocable. The Purchaser Representative shall not be liable for any action taken or not taken by it him in connection with its his obligations under this Agreement as long as such actions are taken or omitted in good faith and in the absence of willful misconduct or gross negligence. If the Purchaser Representative shall be unable or unwilling to serve in such capacity, its his successor shall be named by those persons agreeing to acquire more than fifty percent (50%) in interest of the Seller Shares pursuant to this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Cape Coastal Trading Corp)

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Appointment of the Purchaser Representative. The Purchasers hereby irrevocably constitute and appoint, effective as of the date hereof, Fountainhead Capital Partners Limited Peter C. Zachariou (together with its his permitted successors, the “Purchaser Representative”"Xxxxxxxxx Xxxxxsentative"), as their true and lawful agent and attorney-in-fact to enter into any agreement in connection with the transactions contemplated by this Agreement and any transactions contemplated by the Escrow Agreement, to perform on behalf of the Purchasers Sellers any obligations or undertakings thereunder, to exercise all or any of the powers, authority and discretion conferred on it him under any such agreement, to waive any terms and conditions of any such agreement (other than the amount of the Purchase Price), to give and receive notices on their behalf and to be their exclusive representative with respect to any matter, suit, claim, action or proceeding arising with respect to any transaction contemplated by any such agreement and the Purchaser Representative agrees to act as, and to undertake the duties and responsibilities of, such agent and attorney-in-fact. This power of attorney is coupled with an interest and irrevocable. The Purchaser Representative shall not be liable for any action taken or not taken by it him in connection with its his obligations under this Agreement as long as such actions are taken or omitted in good faith and in the absence of willful misconduct or gross negligence. If the Purchaser Representative shall be unable or unwilling to serve in such capacity, its his successor shall be named by those persons agreeing to acquire more than fifty percent (50%) in interest of the Seller Shares pursuant to this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Castle & Morgan Holdings Inc)

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